Chapter Two

Ned sighed as he entered the school's gates. He could already tell, just by the gray clouds that loomed over New York, that today was going to be miserable. Hell, he probably knew before his alarm had even gone off because of the way that Peter had acted the day before. With his new found powers, his best friend had an outstanding ability to read the weather and days and guess how they were going to go.

That was probably why the brunette was sulking outside on the steps. His face contorted with worry, and his thin hands linked under his chin. His mind was obviously off somewhere far away, and it would be up to Ned to bring him back to earth before class. And that was if he didn't lose him again on his way in to class.

"Peter!" The larger boy chirped excitedly as he settled himself beside his friend. Peter jumped a bit glancing up as if he hadn't been expecting the larger boy to sit next to him. Ned sighed softly glancing him over and pursing his lips. "Everything okay? You seem..." He motioned to Peter with a flap of his hand. "Down?"

"Fine," Peter smiled tightly. His posture said he was anything but, however, Ned wasn't going to force him to tell him. That wasn't the way to get Peter to open; something Ned had learned many years ago. He had learned it again when Ben died, and it was a lesson he wouldn't forget. When he had begged Peter to open up to him, the brunette simply shut down more, and Ned had no doubt it was because of his parents and the loss that he had suffered long before he knew his best friend.

"Alright..." Ned sighed softly glancing every so often at his friend. The minutes passed by with awkward silence; not exactly common, but not uncommon either. It was always there on the worst of days—the days where Peter's senses were so high strung that just the whispers across the court yard sent him flinching. Ned tugged out his headphones, and after making sure they were disconnected from his cellphone, handed them to his friend. Peter glanced up softly, a look of grateful relief spread across his features.

"You're the best," He mumbled softly rubbing a hand over his face. A small smile worked its way to his mouth as he tugged the headphones on and tucked the wire inside of his shirt. His shoulders drooped forward in relief as he rested his head on his friends shoulder.

"I know," Ned chuckled letting the brunette rest until the bell run and alerted them to the start of school. "C'mon! You can't be late to class again, or your Aunt is going to lay out Tony Stark. And as amusing as I would find it, I don't think Tony would let you live that down for a while."

Peter simply nodded with a warm smile before following him into the school. Students bumped into them in their rush to their own classes without so much as a passing apology. It was weighing heavily on the taller of the two boys, but Ned did his best to ground the boy to the now.

Hell, after dropping Peter off at his first class, he had messaged Happy to let him know.

Of course, there was no reply. Ned had always been met with only silence from Tony Stark and his head of security. He wasn't as important as Peter was; and even then it was only Peter sometimes. Tony preferred Spiderman to Peter, and Ned knows Peter noticed it.

There had been a week where Ned had to deal with the taller, and slightly older boy, moping around dramatically. It was right after the whole Vulture ordeal, and Peter was having a hard time coping. He had gone to May about it, but she had been upset herself and probably didn't handle it the best. She adored his antics now, but back then...

And Peter hadn't really heard too much from Mr. Stark. That had hurt the boy tremendously, even if he wasn't bound to admit it.

Ned was obsessed with Peter's life.

Because if he wasn't, then who would be?

It wasn't like Ned didn't have some pretty amazing things going on in his own life. He did. He actually had a date coming up with Natalie—a girl he had met online that went to school in Brooklyn. They had gotten quite close, contacting each other over text message and messenger when necessary. She had initially approached him after reading a few of his blog pieces about Spiderman.

Apparently, Peter had saved her several days beforehand. She had been at a party, and it had gone south really quick when a local band of thugs had broken into the party and started to drug people up. Not exactly new for her area, she had stated. But Spiderman had been just around the corner when she was drug out and dropped on the sidewalk of the apartment building.

It had all happened so fast, she said, that she didn't really get a chance to thank him. Ned had contacted her back pretty quick saying that he had an in, because Peter worked for Tony Stark in an internship and could send the hero her thanks. It had even brightened Peter's day when he had brought it up.

That was what Ned had lived for.

To see that spark that belonged in Peter's eye light up at the mere mention of his escapades actually helping someone. It was knowing that Ned was a part of it all; a part of the greater good, and that it needed him.

But in this situation...

"Get down!" Spiderman hissed as a silver claw crashed through the school's street-ward facing wall. Students screamed as they scrambled to move out of the way of the maniac that controlled the eight legged machine. "Hey! Doc Ock! You're as bad an aim as you are a scientist!"

Divert his attention. Ned had seen his hero use this tactic before. It was a last ditch effort to stave off anyone else from getting hurt. If the enemy had Peter in his sights, then why would he reach for anyone else? Spiderman always made sure that no one else got hurt.

"Spiderman!" Ned yelped as he watched the maniac turn on his friend, a malicious grin coated his face.

"Am I? I've just proven a theory of mine correct, Spiderman." The scientist stood up straighter, his bad haircut swaying in the breeze of the oncoming storm.

All color drained from Ned's face as the first wave of thunder crashed through the cafeteria. Spiderman visibly flinched as the students raced about him, pushing and shoving to get through to the relative safety of the hallway. There was no way Spiderman could save them if he was having an attack.

"Get out of here Spiderman!" Ned raced along the wall, his hand trailing along the dust and debris that riddled its now crackled paint. "It's a tra--" Ned never got to finish the sentence. A clawed hand reached out and grasped him violently by his shoulder. Pain seared through his arm as he was thrown across the cafeteria. He expected to slam into a table and skid across the ground; probably suffer from a broken rib or two. But his blow was softened by a hard body that took the brunt of the force.

Spiderman had caught him.

Spiderman had saved his life once again.

"Ned," Peter hissed beneath his mask. A small amount of pain laced his voice, and caused it to go up an octave. "You have to get everyone out of here. I'm going to lead him to the stage, trap him behind the prop curtain."

"Got it," Ned pursed his lips turning to his best friend. "Are you okay though? Your shoulder..."

"Advanced healing," Peter rotated his shoulder doing his best, Ned noticed, to hide the grimace of pain that coated his face under the mask.

"Call Mr. Stark," Ned pursed his lips glancing behind him at the man that had destroyed the wall. He was looking for something; his rabid eyes darting back and forth. "I don't like this...It's like the Vulture all over again."

"I've got it," Spiderman smiled placing a firm grip on his shoulder. "Let me deal with him, you deal with getting everyone else out of here, yea?"

Ned sighed, his chest heaving a bit in defeat. He didn't want to leave Spiderman alone with the man, but he wasn't really given a choice. His hands itched to reach into his back pocket and send Happy a message—maybe if he made it sound urgent enough it would get to Tony Stark.

But that wasn't going to happen. Ned would have to help him as much as he could until the police arrived.

"Okay," Ned hummed pursing his lips with a new resolve. "Right," He glanced around at the crowd ahead of him. Students were huddling together into corners where one or two of the metal arms were getting dangerously close.

"Watcha looking for Doc?" Spidey swung from the high roof of the cafeteria. His webs left dangling and blowing in the tunnel of wind that was blowing dust and small bits of debris around.

Ned blocked out whatever Spiderman was saying as he climbed over fallen chunks of plaster and metal that had held up the ceiling. Every couple of seconds, he would throw a glance over his shoulder, just to make sure that the hero was doing okay and didn't need any emergency help. Luckily, the arachnid seemed to be handling himself rather well. Better than he had when he was against the Vulture at least.

"Hey!" He whispered loudly to the group of scared and awed students. One of them, and only one, glanced towards the boy struggling to climb over the rubble. Ned stumbled slightly, scraping his palm against some of the cement. He glanced at his hand warily, but continued. A little scrape would never stop Spiderman—speaking of. He glanced back over his shoulder momentarily only to catch a glance of the hero being slammed across the cafeteria. "Spiderman!" Ned paled as the hero crashed into the wall opposite of him. Glass in the windows shattered, spilling out across the linoleum tile.

"Ned!" MJ's voice called from the crowd of students in front of him. "Get over here!" She waved her hands at him throwing anxious glances towards Doc Ock—as Peter had named him.

Ned nodded quietly, pushing himself to move forward. He had to trust that Peter had it all under control. He could get the man with the arms to give in, and that would be that. Everything would be okay. He would call and talk to Peter about it later tonight, to come up with a cover plan as to why he wasn't in the area. Everyone knew the two had lunch together, and it was unlikely for one to be in the area without the other.

But Peter had to live long enough to see to that.

Ned reached out, grabbing MJ's hand.

"We have to get out. He's got a plan...but..." He glanced back over his shoulder anxiously. Peter was starting to wobble, but the way that his muscles flexed under the suit, Ned could see it was all a facade. He was luring the enemy closer. He was trapping him like a bug in his web. A small grin broke over Ned's face as he tugged the brunette girl along with him. The rest of the students seemed to snap out of their terrified daze, and they made to follow them.

"Is everything going to be okay?" MJ flinched only slightly as the wall beside her imploded into the hall way, effectively cutting off their open escape route. Ned glanced around, doing his best to keep his head forward, so as not to allude to his worry behind him.

"I think so...Spiderman can fend for himself, but he can't do that with all of us still in the school." He glanced back at the crowd of students that were still stumbling through the ruins. "We need to get out of here so he can really fight the guy."

MJ nodded pursing her lips together before barking orders over her shoulder.

"What is going on?" A deep voice interrupted the chattering anxiety. It was familiar, and comforting.

Ned glanced up into the face plate of one Iron Man.

"M-Mr..Iron Man," Ned felt like he could almost collapse. The adrenaline that had kept him going, seemed to dissipate immediately. His knees wobbled beneath his weight, and, had it not been for MJ, he surely would have collapsed on the spot. "Pe-Spiderman...cafeteria!"

"Right. Thanks Ted...Get uh...Get Peter, and I'll go clean up with Spiderman." Tony Hummed behind his mask as he dialed Happy on the com inside of his mask. He would have the other man pull around to the front for a quick escape once he 'rescued' Peter from whoever thought it was a good idea to attack some high school.

"I don't...Peter went missing in the explosion. But I'll keep an eye out." Ned nodded quickly, head bobbing almost like one of the novelty toys that Peter had collected of the Avengers at the tower.

"Good." Tony nodded lightly, before firing his thrusters and heading towards the broken down cafeteria.

"C'mon Ned," MJ whispered watching the suit disappear into the dwindling smoke of the collapsed building.